Name of Manager	Address of Manager

16. Membership Ledger

17. Investment Representation Letter

Note: The following Investment Representation Letter should be executed by each LLC member and delivered to the company. The Representation Letter seeks to ensure company compliance with securities laws, by asking owners to certify that they are joining the LLC as an investment, and not to trade shares in the LLC.

(insert date)

To whom it may concern,

I am delivering this letter to Olde Craft, LLC in connection with my purchase of a 25% interest in Olde Craft, Inc. for a total sum of $75,000.00. I represent the following:

I am purchasing the shares in my own name and for my own account, for investment and not with an intent to sell or for sale in connection with any distribution of such stock; and no other person has any interest in or right with respect to the shares; nor have I agreed to give any person any such interest or right in the future.

I recognize that the shares have not been registered under the Federal Securities Act of 1933, as amended, or qualified under any state securities law, and that any sale or transfer of the shares is subject to restrictions imposed by federal and state law.

I also recognize that I cannot dispose of the shares absent registration and qualification or an available exemption from registration and qualification. I understand that no federal or state securities commission or other government body has approved of the fairness of the shares offered by the corporation and that the Commissioner has not and will not recommend or endorse the shares.

I have not seen or received any advertisement or general solicitation with respect to the sale of the shares.

I have a preexisting personal or business relationship with the Company or one or more of its officers, directors, or controlling persons and I am aware of its character and general financial and business circumstances.

I acknowledge that during the course of this transaction and before purchasing the shares I have been provided with financial and other written information about the Company. I have been given the opportunity by the Company to obtain any information and ask questions concerning the Company, the shares, and my investment that I felt necessary; and to the extent I availed myself of that opportunity, I have received satisfactory information and answers.

In reaching the decision to invest in the shares, I have carefully evaluated my financial resources and investment position and the risks associated with this investment, and I acknowledge that I am able to bear the economic risks of this investment.

________________________________

John Miller

18. Appointment of Proxy for Members’ Meeting

Note: Use the following form when a Member wants to give his or her vote to another person at a meeting of an LLC’s membership.

APPOINTMENT OF PROXY FOR (Annual/Special) MEETING

MadHatter, LLC

SHAREHOLDER: John Miller

PERCENTAGE INTEREST HELD BY SHAREHOLDER: 32%

I, the undersigned, as record holder of a 32% interest in MadHatter, LLC, revoke any previous proxies and appoint the person whose name appears just below this paragraph as my proxy to attend the member’s meeting on _________________ and any adjournment of that meeting.

The person I want to appoint as my proxy is __________________________

The proxy holder is entitled to cast a total number of votes equal to, but not exceeding the number of shares which I would be entitled to cast if I were personally present.

I authorize my proxy holder to vote and otherwise represent me with regard to any business that may come before this meeting in the same manner and with the same effect as if I were personally present.

I may revoke this proxy at any time. This proxy will lapse three months after the date of its execution.

If you are signing for a business entity, state your title:

Note: All proxies must be signed. Sign exactly as your name appears on your stock certificate. Joint shareholders must each sign this proxy. If signed by an attorney in fact, the Power of Attorney must be attached.

19. Call for Meeting of Members

Note: This “call” is an instruction by LLC members to the managers that the members want to call a meeting of members. This serves as official notice. This call is required only in manager-managed LLCs; if a member in a member-managed LLC wants to call a meeting of members, he or she would skip the call and simply send a notice of meeting of members to all other members. The next form is a notice of meeting of members.

CALL FOR MEETING OF LLC MEMBERS

TO: The Managers of MadHatter, LLC

(insert date)

The party or parties whose name appears below are members of MadHatter, LLC, and own percentage interests entitled to cast not less than 10 percent of MadHatter’s votes. We hereby call a meeting of the members of MadHatter to be held _______________ (date), at _______________ (time), for the purpose of considering and acting upon the following matters:

(Insert matters to be considered, such as “A proposal that John Jones be removed as a manager of MadHatter.”)

You are directed to give notice of this meeting of the members, in the manner prescribed by MadHatter’s operating agreement and by law, to all members entitled to receive notice of the meeting.

Date______________

20. Notice of Meeting of LLC Members

Note: This form is an LLC’s announcement to its members that a meeting of members has been called.

NOTICE OF MEETING OF MEMBERS OF OLDECRAFT, LLC

Certain members of OldeCraft, LLC, have called a meeting of the members of OldeCraft pursuant to OldeCraft’s operating agreement.

Therefore, this is your official notice as an OldeCraft member that a meeting of members of OldeCraft, LLC, will be held on __________ (date), at ______________ (time), at _________________________ (address), to consider and act on the following matters:

(insert matters to be considered, such as “A proposal that John Jones be removed from the board of directors.”)

If you do not expect to be present at the meeting and wish your shares to be voted, you may complete the attached form of proxy and mail it in the enclosed addressed envelope.

21. Minutes of Meeting of LLC Members

Note: While LLC members and managers enjoy far fewer corporate formalities than corporation owners, an LLC must still maintain records of its meetings. When an LLC’s members meet to formally vote on any matter, the results of that vote should be committed to written minutes.

MINUTES OF MEETING OF MEMBERS OF OLDECRAFT, LLC

The members of OLDECRAFT, LLC, held a meeting on _________ (date), at ______________(time), at ________________(place). The meeting was called by John Miller and the company managers mailed notice to all members that the meeting would take place.

The following members were present at the meeting, in person or by proxy, representing membership interests as indicated:

John Jones, 50%
John Smith, 30%
John Miller, 20%

Also present were Michael Spadaccini, attorney to the company, and Lisa Jones, wife of John Jones, and the company’s president and sole manager.

The company’s president called the meeting to order and announced that she would chair the meeting, that a quorum was present, and that the meeting was held pursuant to a written notice of meeting given to all members of the company. A copy of the notice was ordered inserted in the minute book immediately preceding the minutes of this meeting.

The minutes of the previous meeting of shareholders were then read and approved.

The chairperson then announced that the election of a manager was in order. Lisa Jones stated that she could no longer serve as manager of the company. John Smith was then elected to serve until the next meeting of members, and until the manager’s successor was duly elected and qualified, as follows:

(Include agreement for selecting new manager here.)

There being no further business to come before the meeting, on motion duly made, seconded, and adopted, the meeting was adjourned.

______________________

John Smith, Manager

22. Action by Written Consent of LLC Members

Note: Most company votes are taken by written consent rather than by notice and meeting and an in-person vote. Use the following form when you wish to take a company action in writing, rather than by a noticed meeting. Keep in mind, however, that your operating agreement and articles may require more than a simple majority to pass certain actions. Written consents are important company records and should be maintained in the record books.

ACTION BY WRITTEN CONSENT OF SHAREHOLDERS OF OLDECRAFT, LLC

The undersigned members of OldeCraft, LLC, owning of record the number of shares entitled to vote as set forth, hereby consent to the following company actions. The vote was unanimous. (For actions where a unanimous vote is not required: “A vote of 66% was required to take the actions listed below, and 80% of the membership interest in the company have given their consent.”):

1. Pete Wilson is hereby removed as manager of the company.

2. The number of managers of the company is increased from one to two.

John Smith and John Miller, both also members, are hereby elected to serve as company managers until the next meeting of members.

23. Written Consent of Members Approving a Certificate of Amendment of Articles of Organization Changing an LLC’s Name

ACTION OF MEMBERS BY WRITTEN CONSENT TO APPROVE AN AMENDMENT TO ARTICLES OF ORGANIZATION CHANGING LLC NAME

The undersigned, who comprise all the members of PLASTICWORLD, LLC, agree unanimously to the following:

RESOLVED, that the Certificate of Amendment of Articles of Organization presented to the undersigned members, specifically changing the name of the company to PLASTICUNIVERSE, LLC is approved.

16. Membership Ledger

17. Investment Representation Letter

18. Appointment of Proxy for Members’ Meeting

19. Call for Meeting of Members

20. Notice of Meeting of LLC Members

21. Minutes of Meeting of LLC Members

22. Action by Written Consent of LLC Members

23. Written Consent of Members Approving a Certificate of Amendment of Articles of Organization Changing an LLC’s Name

11. LLC-1, California LLC Articles of Organization

12. Sample Letter to Secretary of State Accompanying Articles of Organization

13. Sample Letter to Registered Agent Accompanying Articles of Organization

14. Short-Form Operating Agreement for Member-Managed LLC

OPERATING AGREEMENT OF (nsert full name of LLC)

15. Short-Form Operating Agreement for Manager-Managed LLC

OPERATING AGREEMENT OF (insert full name of LLC)